Ben's Sleepover
by Blackdiamond94
Summary: This story is based off the new series of Ben 10 Ben 10 Alien Force . Please if you don't like yaoi steer clear from this story. this story takes place at Ben's house where Kevin and him have gay sex on Ben's bed.


Disclaimer: I do not own Ben 10.

Ben's Sleep Over

By BlackDiamond94

"Ahhhhhh!" Gwen screamed as she buried her face into Kevin's shirt.

"Are you ok Gwen?" Kevin asked glancing down at Gwen lying against him.

"Yeah sure j-just tell me when it's over!! A-and why did you and Ben pick this movie any way?!?!" Gwen asked terrified, Ben turned to her.

"Sorry Gwen, Kevin and I didn't get to see it when it was out in theaters" Ben said sadly he felt slightly guilty.

"We were busy that whole week dealing with ugly ass aliens." Kevin chimed in.

"Well when will be over?!?" She asked her voice trembling.

"In about thirty minutes why?" Kevin said annoyed.

"Well I can't take another minute of this! Please turn it off?" Gwen begged as she covered her watering eyes in fear.

"No c'mon the two" boys complained in unison.

"Fine I have to go anyway and check over my essay before I turn it in Monday" She murmured before she walked out the front door.

Kevin looked over his shoulder to make sure Gwen was gone.

"Good I thought she would never leave" Kevin muttered before sighing in relief.

"Hey I'm still crashing at your house right!" Kevin said as he dug through his backpack looking for pajamas.

"Yeah, Hey I'll be right back I need to go change." Ben said as he left the room.

"Uh ok!" Kevin replied still searching through his bag.

Ben left the room with Kevin following making sure he wasn't spotted. People didn't know this but Kevin was gay and the only reason he went out with Gwen was to cover up his true feelings for Ben.

So as Ben undressed Kevin kneeled outside his door and watched him change.

The very thought of seeing Ben nude almost made him cum in his pants.

As Ben slowly pulled his pants down Kevin rub his crotch area in a slow but steady motion. Then Bens pulled his shirt over his head revealing his tan abs. by this time Kevin was massaging his crotch a little faster.

Ben then pulled his boxers down to his ankles showing his tight tan ass and then Ben turn toward the door revealing his rock hard boner. Ben started to stroke his cock at a medium pace as he felt the pleasure take a hold of him, he through his head back and rubbed his right nipple with his index finger.

When Kevin saw this he inadvertently squirt his load into his pants and was surprised it left a big stain around his crotch area.

"Oh shit" he thought as he got up quietly and left to go see if he could clean the stain from his jeans.

Ben heard the faucet turn on before he could cum but stopped wondering what Kevin was doing.

"Are you ok Kevin?!?" Ben called as he put on his sweatpants but did not put on underwear because it was getting in the way with his boner.

"Y-yeah sure!" Kevin yelled back from the bathroom still scrubbing furiously at the stain in the front of his pants.

"Ok!" Ben said as he slipped his shirt on.

Kevin then ran towards the couch and lay down Ben coming in five seconds later.

"Are you ok Kevin you seem kind of nervous."

"Yeah I-I'm good." Kevin stuttered beginning to sweat.

"What's that smell?" Ben was referring the strong scent of cum.

"Um' Kevin stuttered some more as his whole face broke out into a blush.

Ben finally noticed the still pretty obvious cum spot on Kevin's pants and wondered if his friend was jacking off as well. The truth is Ben was bisexual and had a major crush on Kevin ever since they were kids.

Ben still having a sexual urge from his dry masturbation finally took a leap of faith.

"What are you doing?" Kevin asked as Ben knelt down in between his legs.

Ben said nothing as he gave Kevin a wicked grin, then without warning buried his face into his crotch while massaging his balls.

"It smells so good!" Ben said with a sweet voice.

Kevin let out a loud moan as he got a rock hard boner.

Kevin stood up and said to Ben "do you trust me?"

"Yes" Ben said as he hugged Kevin and buried his face into Kevin's shirt.

"I-I love you" Ben said passionately, as he said that Kevin grabbed the back of Ben's head and pulled him in for ardent kiss.

They both closed there eyes as Kevin's tongue explored his mouth. Kevin stopped the kiss to bring Ben to the bedroom so they could have some privacy. He then pushed Ben on the bed and started to undress him as he took Ben's sweat pant off he could feel his erection twitching in pleasure. He was pleased at the fact that Ben had no underwear on and let a wicked grin spread across his face. He paused a moment to gaze down at the teens golden body and let out soft whine of affection. Ben was now hard too so Kevin lay next to him and licked the head of his cock.

Ben tried to hold his tongue but finally a load moan slipped out of his mouth. "Ah!" It was music to Kevin's ears with every moan their came a harder lick.

Then Kevin started to ease Ben's dick into his mouth watching every expression Ben made. After a while of sucking on Ben's dick Kevin raised his head for air.

"Please continue" Ben pleaded to Kevin.

After getting his breath Kevin proceeded sucking his dick.

"Oh I'm going to cum" Ben screamed at the top of his lungs. Kevin then placed his lips around the head of Ben's dick and with his free hand stroked the shaft.

"Ah!" Ben screamed as he exploded in Kevin's mouth.

Kevin moved up Ben's body stopping for a kiss swapping the saliva and cum. Ben broke the kiss with a long string of cum linking to there lips together. Kevin swallowed the heavenly milk and started to pull his shirt off before Ben sat up and took over pulling Kevin's pants and underwear off.

Before Kevin got his shirt off Ben was already deep throating his long hard dick. Kevin finally managed to get his shirt off and fell towards the bed lying on his back, Ben on top. Ben sucked on Kevin's dick like there was no tomorrow. Every time Kevin would moan Ben would go faster and faster till he collapsed. As Ben lay there on his back catching his breath Kevin got up.

"Hey are you ready?" Kevin said with a grin.

"Am I ready for what?" Ben said his face innocent.

"For me to enter you Benji!"

Ben looked down and blushed with a small smile, "Ok…"

"Be right back then" Kevin said as he left the room, He came back with a bottle of lubricant.

Ben was already lying on his stomach ready to receive it doggy style.

"This is going to hurt at first but it's only going to get better".

"I have full trust in you" Ben said as he turned to look at Kevin. Kevin leaned over Ben and gave him a quick kiss before they started.

Kevin then preceded putting lube on his finger rubbing it on Ben's anal hole. When it was fully lubed Kevin slipped his finger into Ben's tight warm hole. Ben bit his knuckles trying to restrain himself from crying, but no matter what tears formed in his eyes. Kevin added a seconded finger and then a third. Finally Kevin stopped and started putting lube on his dick. Kevin then eased his dick inside Ben; Ben squirmed and tightened his anal hole.

"Ben you need to relax or its goanna hurt even worse." Kevin warned his voice strained, Ben then relaxed his body and let Kevin go at a faster pace.

"Ah it does feel good!" Ben squealed.

"I told you, now just wait for the orgasm it will feel even better." Kevin said evilly a dark look in his eyes.

After a minute Kevin flipped Ben over on his back and let the back of Ben's ankles rest on his shoulders.

"Kevin!" Ben shouted gasping for air. Kevin grinned and started to move faster and deeper.

"Aaaahhh! Harder! Harder!" Ben pleaded.

"Sure!" Kevin replied breathily.

The two boys could feel there bodies connect.

"Kevin I'm going to cum soon!"

"Lets cum together!"

"But I can't hold it!" Ben said as he came all over Kevin and his stomach.

"BBBBBEEEEEENNNNNN!!!!" Kevin said as he came inside him, there was so much cum it overflowed dripping out of Ben's entrance. Kevin kneeled down and started to clean it as Ben laid there out of breath and tired. After Kevin was finished they both crawled under the blankets where they soon fell asleep in each others arms.

"I love you." Ben whispered

"I love you too." Kevin whispered back.

The end


End file.
